K2 Gold Corporation Announces Upsize of Non-Brokered Private Placement to Raise $1,500,000

NEWS RELEASE

K2 Gold Corporation Announces

Upsize of Non-Brokered Private Placement to Raise $1,500,000

Not for distribution to United States newswire services or for dissemination in the United States.

Vancouver, British Columbia, August 2, 2019 – K2 Gold Corporation. (“K2”) (TSX-V: KTO) is pleased to announce

its intention to increase the size of its previously announced non- brokered private placement from

C$1,000,000 to C$1,500,000. The Company will issue up to 6,000,000 Units for total gross proceeds of up to

$1,500,000.

Each unit will be issued at a price of $0.25 and will consist of one common share of K2 and one half of one common

share purchase warrant (each, a “Unit”). Each whole warrant will be exercisable to acquire one common share of

K2 at an exercise price of C$0.40 for 24 months from the date of the closing of the Private Placement. The

common share purchase warrants will be subject to acceleration at K2’s discretion in the event its common

shares trade on the TSX Venture Exchange on a volume weighted average price (“VWAP”) basis of C$0.50 or

more for a period of ten consecutive trading days.

The closing of the Private Placement is expected to occur on or about August 13 and is subject to the receipt of

all necessary regulatory approvals, including the approval of the TSX Venture Exchange. All securities issued

pursuant to the Private Placement will be subject to a four-month hold period in accordance with applicable

Canadian securities laws. There is no material fact or material change regarding K2 that has not been generally

disclosed.

K2 has agreed to pay a finder’s fee by way of shares equal to 6% of the aggregate Units subscribed for

pursuant to the subscriptions arranged by such finders.

K2 intends to use the net proceeds from the Private Placement for exploration activity on the Company’s

portfolio of projects and for general working capital purposes.

K2 is a gold exploration company focused on projects in the Yukon, Alaska and SW USA.

For additional information please contact Stephen Swatton at 604-331-5093.

On behalf of the Board of Directors,

“Stephen Swatton”

President and CEO

K2 Gold Corporation

Forward-Looking Caution:

This news release contains forward -looking statements that are not historical facts. Forward-looking

statements involve risks, uncertainties and other factors that could cause actual results, performance, prospects

and opportunities to differ materially from those expressed or implied by such forward- looking statements.

Factors that could cause actual results to differ materially from these forward -looking statements include, but

are not limited to, acceptance of the private placement by the TSXV, the timing and completion of closing of the

private placement and the expected aggregate gross proceeds of the private placement. The reader is referred

to the Company's public disclosure record which is available on S EDAR (www.sedar.com). Although the

Company believes that the assumptions and factors used in preparing the forward- looking statements are

reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this

news rel ease, and no assurance can be given that such events will occur in the disclosed time frames or at

all. Except as required by securities laws and the policies of the TSX Venture Exchange, the Company disclaims

any intention or obligation to update or revi se any forward- looking statement, whether as a result of new

information, future events or otherwise.

This news release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any

sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful,

including any of the securities in the United States of America. No securities of the Company have been or will,

in the foreseeable future, be registered under the United States Securities Act of 1933 (the “1933 Act”) or any

state securities laws and may not be offered or sold within the United States or to, or for account or benefit of,

U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and

applicable state securities laws, or an exemption from such registration requirements is available.

NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN

POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILI TY FOR THE ADEQUACY OR ACCURACY OF

THIS RELEASE.